PulteGroup (PHM) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-31 one, compared heading by heading and sentence by sentence.
Item 1A39 rewritten15 added18 removed170 unchanged
All filing items822 rewritten217 added193 removed1,499 unchanged
Summary
counted, not written
- Item 1A lists 24 risk factor headings: 1 new, 2 reworded and 21 unchanged since FY2024. 1 heading from FY2024 no longer appears.
- Sentence by sentence, 217 added, 193 removed, 822 rewritten and 1,499 unchanged across 17 items that differ.
New Item 1A headings (1)
- Our business could be materially and adversely affected by epidemics, pandemics, or other public health emergencies.
Removed Item 1A headings (1)
- Our business was materially and adversely disrupted by the outbreak and worldwide spread of COVID-19 and could be materially and adversely disrupted by another epidemic or pandemic like COVID-19, or similar public threat, or fear of such an event, and the measures that international, federal, state and local governments, agencies, law enforcement and/or health authorities implement to address it.
Reworded Item 1A headings (2)
- Supply shortages and other risks related to the demand for skilled labor and building materials
[removed: increased][added: could increase] costs and[removed: delayed deliveries and could continue to do so.][added: delay deliveries.] - The impact of climate change
[removed: and climate change]or other governmental regulation may adversely impact our business.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
39 rewritten, 15 added, 18 removed, 170 unchanged
Despite recent interest rate cuts by the Federal Reserve beginning in September 2024, [added: home mortgage] interest rates have remained elevated.
Beginning in 2020, the COVID-19 pandemic also impacted our business and resulted in a significant slowdown in our business and impacts to our financial results, followed by historically high inflation, increased interest rates and weaker economic [removed: conditions] [added: conditions,] all of which impacted the affordability of our homes and consumer sentiment.
In addition, [removed: over the last three years, the U.S. economy experienced significant] inflation [removed: and] [added: through the broader economy, especially when combined with higher] mortgage [removed: and other] interest [removed: rate increases, which] [added: rates, can] negatively [removed: impacted] [added: impact] home affordability and consumer sentiment and created [removed: some] [added: significant] volatility in demand for new housing.
In addition, significant inflation is often accompanied by higher interest rates, which [removed: recently] have had a negative impact on demand for our [removed: homes.][added: homes in recent years.]
In an inflationary environment like the one we [removed: have] experienced in [removed: recent years,] [added: years following the COVID-19 pandemic,] economic conditions and other market factors may make it difficult for us to raise home prices enough to keep up with the rate of inflation, which could reduce our profit margins or reduce the number of consumers who can afford to purchase one of our homes.
Heightened labor and material prices resulting from inflation [removed: have increased] [added: can increase] operational costs [removed: in recent years.][added: as well.]
If [removed: the inflationary environment in recent years continues] [added: inflation persists] or [removed: worsens,] [added: increases,] we may not be able to adjust the pricing we charge for homes to offset these increased [removed: costs in the future,] [added: costs,] which would adversely impact our results of operations and cash flows.
Supply shortages and other risks related to the demand for skilled labor and building materials [removed: increased] [added: could increase] costs and [removed: delayed deliveries and could continue to do so.][added: delay deliveries.]
Labor shortages [removed: have continued to] [added: could] limit the availability of construction labor.
Additionally, the supply of certain building materials, especially lumber, wood-based materials such as roof and floor trusses and oriented strand boards, steel, resin, concrete, copper, and petroleum-based materials, [removed: is] [added: could be] limited [removed: and has been impacted] by [removed: the combination of] [added: factors such as] strong consumer demand, disruptions in the global supply chain, and major weather events at the point of manufacture of certain products.
Several of these factors, along with the consolidation of ownership of the source of supply for certain building materials, [removed: have resulted] [added: could result] in increases to the prices of some materials.
The availability of finished and partially finished lots and undeveloped land for purchase that meet our internal criteria depends on a number of factors outside our control, including land [removed: availability in general,] [added: availability,] competition with other homebuilders and land buyers for desirable property, inflation in land prices, zoning, allowable housing density, and other regulatory requirements.
If housing demand decreases below what we anticipated when we acquired our inventory, [removed: we may not] [added: our profitability could] be [removed: able to make profits similar to what we have made in the past,] [added: adversely affected,] we may experience less-than-anticipated profits, and/or we may not be able to recover our costs when we sell and build homes.
When market conditions are such that land values are not appreciating, land option [added: or land banking] arrangements previously entered into may become less desirable, at which time we may elect to forgo deposits and pre-acquisition costs and terminate the agreements.
At times we have been required to record significant write-downs of the carrying value of our land [removed: inventory] [added: inventory,] and we have elected not to exercise options to purchase land, even though that required us to forfeit deposits and write-off pre-acquisition costs.
If market conditions were to deteriorate in the future, we could elect [removed: not] to [added: not] execute additional options and again be required to record significant [removed: write downs] [added: write-downs] to our land inventory, which would decrease the asset values reflected on our balance sheet and could materially and adversely affect our earnings and our shareholders' equity.
While we aim to develop, integrate, and use AI responsibly, we may ultimately be unsuccessful in identifying or resolving issues, such as [removed: accuracy,] [added: accuracy limitations,] cybersecurity risks, unintended biases, and discriminatory outputs, before they arise.
[removed: As a result,] [added: In addition,] we cannot predict future developments in AI [removed: and related impacts to] [added: or their potential impact on] our business and our industry.
We also are subject to a variety of local, state, and federal laws and regulations concerning protection of health, safety, and the environment, including laws and regulations [removed: relating to] [added: governing] the disclosure of certain information relating to the environmental impact of our operations.
[added: The impact of environmental laws on our operations varies depending upon the prior uses of the] building site or adjoining properties and may be greater in areas with less supply where undeveloped land or desirable alternatives are less available.
We rely on subcontractors to perform the actual construction of our homes and, in some cases, to select and [removed: obtain] [added: procure] building materials.
In certain instances, we may offer our subcontractors the opportunity to purchase insurance through one of our captive insurance subsidiaries or participate in a project-specific insurance [removed: program sponsored by us.][added: program.]
Policies issued by our captive insurance subsidiaries represent self-insurance of [removed: these] [added: those] risks by us.
Our insurance coverage, our subcontractor arrangements, and our reserves may not be adequate to address all our warranty and construction defect claims in the future, and there is typically a lag between our payment of claims and reimbursements from applicable insurance [removed: carriers.][added: carriers or other third parties.]
Furthermore, if our insurance does not fully cover [added: losses or] business interruptions [removed: or losses] resulting from these events, our earnings, liquidity, or capital resources could be adversely affected.
The impact of climate change [removed: and climate change] or other governmental regulation may adversely impact our business.
At December 31, [removed: 2024,] [added: 2025,] we had outstanding letters of credit and surety bonds totaling [removed: $321.1] [added: $357.1] million and [removed: $2.9] [added: $3.1] billion, respectively.
As of December 31, [removed: 2024,] [added: 2025,] we had deferred tax assets of [removed: $77.4] [added: $70.6] million, against which we provided a valuation allowance of [removed: $22.4] [added: $21.4] million.
If we were unable to sell loans into the secondary mortgage market or directly to Fannie Mae and Freddie Mac, we would have to either (a) curtail our origination of residential mortgage loans, which, among other things, could significantly reduce our ability to sell homes, or (b) commit our own funds to long-term investments in mortgage loans, which, in addition to requiring [added: us to deploy substantial amounts of our own funds, could delay the time when we recognize revenues from home sales on our statements of operations.]
[added: To date, the significant] majority of these claims made by investors against our mortgage operations relate to loans originated prior to 2009, during
[added: We may also be asked to] indemnify underwriters that purchased and securitized loans originated by a former subsidiary of Centex Corporation
We are [removed: beginning] [added: in] the process of a multi-year implementation of [removed: a] new enterprise resource planning [removed: system] [added: systems] (“ERP”).
The ERP implementation will require the integration of the new ERP [added: systems] with multiple new and existing information systems and business [removed: processes,] [added: processes] and will be designed to accurately maintain our books and records and provide information to our management teams important to the operation of the business.
Conversion from our old [removed: system] [added: systems] to the new ERP [added: systems] may cause inefficiencies until the ERP [removed: is] [added: systems are] stabilized and mature.
The implementation of our new ERP [added: systems] will mandate new procedures and certain modifications to our disclosure controls and procedures and internal control over financial [removed: reporting] [added: reporting,] and it will take time for such procedures and controls to become mature in their operation.
If we are unable to adequately implement and maintain procedures and controls relating to our new [removed: ERP,] [added: ERP systems,] our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired and impact our assessment of the effectiveness of our internal controls over financial reporting.
While to our knowledge we have not experienced a significant cybersecurity incident that has materially affected our business strategy, results of operations or financial condition in the last three years, and we are frequently working to improve our information technology systems and provide employee awareness training around phishing, malware, and other cyber risks to enhance our levels of protection, to the extent possible, against cyber risks and security breaches, and to enhance our [added: monitoring to prevent, detect, contain, address, and mitigate the risk of unauthorized access, misuse, computer viruses, and other events that could have an impact on our business, there is no assurance that advances in computer capabilities, new technologies, methods, or other developments will detect or prevent security breaches and safeguard access to proprietary or confidential information or otherwise prevent material consequences for our business and reputation.]
Any such disruption could damage our reputation, result in lost customers, lost revenue, and market value declines, lead to legal proceedings against us by affected third parties resulting in penalties or fines, result in government investigations or related inquiries, and require us to incur significant costs to remediate or otherwise resolve these [removed: issues.]
[removed: Any epidemic, pandemic, or similar serious public health issue, and the] [added: These] measures [removed: undertaken by governmental authorities to address it,] could significantly disrupt or prevent us from operating our business in the ordinary course for an extended [removed: period.][added: period of time.]
Further, if our competitors are able to develop or leverage AI technologies more effectively than we do, including to better anticipate customer preferences, improve operational efficiency, or enhance products or services, our competitive position could be adversely affected.
Although recently imposed tariffs have not had a material impact on our construction costs, newly imposed or increased tariffs, duties and/or trade restrictions on imported materials and goods that are used in connection with the construction and delivery of our
homes may raise our costs for these items or for the products made with them.
Across various regions in which we operate, costs associated with homeowner, hazard, and flood insurance have increased in recent years, driven in part by the increasing frequency and severity of weather‑related losses.
In some cases, these conditions have constrained homeowners’ ability to obtain adequate coverage.
While these issues have not had a material impact on our business thus far, continued increases in insurance costs, further limitations on coverage availability, or insufficient insurance coverage for business interruptions or losses could adversely affect home affordability, demand, and our operating results in the future.
At December 31, 2025, we had cash, cash equivalents, and restricted cash of $2.0 billion as well as $892.9 million available under our revolving credit facility, which was amended effective February 4, 2026 to extend its maturity date to February 4, 2031, increase the total committed capacity to $1.75 billion, and expand the uncommitted accordion feature to $750 million, providing for potential capacity of $2.5 billion, subject to certain conditions and the availability of additional bank commitments ("Revolving Credit Facility").
issues.
Our business could be materially and adversely affected by epidemics, pandemics, or other public health emergencies.
Our business could be materially and adversely disrupted by the outbreak and spread of contagious diseases, including epidemics, pandemics, or other serious public health threats, such as the COVID-19 pandemic, as well as by the fear of such events.
Public health emergencies may result in measures taken by international, federal, state, and local governments, agencies, law enforcement, and or health authorities, including travel restrictions, quarantines, business closures, workforce limitations, and other regulatory or emergency actions.
Any epidemic, pandemic, or similar public health issue, including events like COVID-19, and the related governmental, regulatory, or private sector responses could adversely affect our operations, supply chain, workforce availability, customer demand, and ability to deliver products or services.
Such events and responses could also contribute to broader macroeconomic effects, including inflation, labor shortages, changes in consumer behavior, and supply chain disruptions, which could further negatively impact our business, financial condition, and results of operations.
The extent to which future public health emergencies may affect our business will depend on a number of factors, including the duration and severity of the outbreak, the timing and effectiveness of containment measures, the impact on global and regional economic conditions, and our ability to adapt our operations in response to changing circumstances.
Any of these factors, individually or in the aggregate, could have a material adverse impact on our consolidated financial statements.
In addition, inflation through the broader economy, especially when combined with higher mortgage interest rates, has negatively impacted home affordability and consumer sentiment and created some volatility in demand for new housing.
The impact of environmental laws on our operations varies depending upon the prior uses of the
At December 31, 2024, we had cash, cash equivalents, and restricted cash of $1.7 billion as well as $928.9 million available under our revolving credit facility ("Revolving Credit Facility").
Our ability to utilize net operating losses (“NOLs”) and other tax attributes to offset our future taxable income or income tax would be limited if we were to undergo an “ownership change” within the meaning of Section 382 of the Internal Revenue Code ("Section 382").
An "ownership change" under Section 382 would establish an annual limitation to the amount of NOLs and other tax attributes we could utilize to offset our taxable income or income tax in any single year.
The application of these limitations might prevent full utilization of the deferred tax assets.
To preserve our ability to utilize NOLs and other tax attributes in the future without a Section 382 limitation, we adopted a shareholder rights plan (the “Rights Plan”), which is triggered upon certain transfers of our securities, and amended our by-laws to prohibit certain transfers of our securities.
The Rights Plan, as amended, expires June 1, 2025, unless our Board of Directors and shareholders approve an amendment to extend the term prior thereto.
At a meeting of the Board of Directors held on February 5, 2025, due to the limited NOLs and other tax attributes remaining that would be affected by an “ownership change” under Section 382, the Board of Directors determined not to approve an amendment to extend the term of the Rights Plan beyond its expiration date of June 1, 2025 and determined to consider, at a future meeting of the Board of Directors, amendments to the provisions of the Company’s by-laws that prohibit certain transfers of our securities.
Notwithstanding the foregoing measures, and in particular if they are no longer in place, there can be no assurance that we will not undergo an ownership change within the meaning of Section 382 at a time when NOLs and other tax attributes that would be affected by an “ownership change” under Section 382 exist.
In addition, our Rights Plan, while in effect, may adversely affect the marketability of our common stock, because any non-exempt third party that acquires shares of our common stock in excess of the applicable threshold would suffer substantial dilution of its ownership interest.
us to deploy substantial amounts of our own funds, could delay the time when we recognize revenues from home sales on our statements of operations.
To date, the significant
We may also be asked to
monitoring to prevent, detect, contain, address, and mitigate the risk of unauthorized access, misuse, computer viruses, and other events that could have an impact on our business, there is no assurance that advances in computer capabilities, new technologies, methods, or other developments will detect or prevent security breaches and safeguard access to proprietary or confidential information or otherwise prevent material consequences for our business and reputation.
Our business was materially and adversely disrupted by the outbreak and worldwide spread of COVID-19 and could be materially and adversely disrupted by another epidemic or pandemic like COVID-19, or similar public threat, or fear of such an event, and the measures that international, federal, state and local governments, agencies, law enforcement and/or health authorities implement to address it.
As a result, the impact of such public health issues and the related governmental actions could have a significant adverse impact on our consolidated financial statements.
Our business was previously materially and adversely impacted by events related to the COVID-19 pandemic and related macroeconomic impacts, including inflation, labor shortages, and supply chain disruptions, and our business could be materially and adversely disrupted by another epidemic or pandemic like COVID-19, or similar public threat, or fear of such an event, and the measures that international, federal, state, and local governments, agencies, law enforcement, and/or health authorities implement to address it.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
246 rewritten, 55 added, 59 removed, 253 unchanged
The following discussion and analysis of our financial condition and results of operations are provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes included in [Item [removed: 8](#id658d979404e4d68a097864263c5a263_76)] [added: 8](#i87fd377df10646b58a793ac6321ae339_76)] in this Annual Report on Form 10-K.
It also should be read in conjunction with the disclosure under “Special Notes Concerning Forward-Looking Statements” found in [Item [removed: 7A](#id658d979404e4d68a097864263c5a263_73)] [added: 7A](#i87fd377df10646b58a793ac6321ae339_73)] of this Annual Report on Form 10-K.
The following tables and related discussion set forth key operating and financial data as of and for the fiscal years ended December 31, [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024.]
For similar operating and financial data and discussion of our fiscal [removed: 2023] [added: 2024] results compared to our fiscal [removed: 2022] [added: 2023] results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2023,] [added: 2024,] which was filed with the SEC on February [removed: 5, 2024.][added: 6, 2025.]
| Homebuilding | | | $ | [removed: 3,795,924] [added: 2,753,291] | | | | | $ | [removed: 3,316,075] [added: 3,795,924] | |
| Financial Services | | | [removed: 209,955] [added: 158,030] | | | | | | [removed: 133,192] [added: 209,955] | | |
| Income before income taxes | | | [removed: 4,005,879] [added: 2,911,321] | | | | | | [removed: 3,449,267] [added: 4,005,879] | | |
| Income tax expense | | | [removed: (922,617)] [added: (692,591)] | | | | | | [removed: (846,895)] [added: (922,617)] | | |
| Net income | | | $ | [removed: 3,083,262] [added: 2,218,730] | | | | | $ | [removed: 2,602,372] [added: 3,083,262] | |
| Diluted earnings per share | | | $ | [removed: 14.69] [added: 11.12] | | | | | $ | [removed: 11.72] [added: 14.69] | |
We have responded to these [removed: affordability challenges] [added: conditions] by adjusting [added: production cadence and] sales prices where necessary and focusing sales incentives on [added: discounts on spec inventory (houses without customer orders) and] closing cost incentives, especially mortgage interest rate buydowns.
Although [removed: higher] [added: elevated] mortgage interest rates [added: and volatile macroeconomic and geopolitical conditions] may persist for some time, [added: we believe] the [removed: limited supply of existing homes for sale, continuing low levels of unemployment, and] demographics supporting housing demand remain [removed: favorable.][added: favorable over the long term.]
We expect that [added: many] homebuyers will continue to face affordability challenges, so our sales paces may remain volatile on a monthly [removed: basis and we expect our sales incentives to remain elevated.][added: basis.]
Additionally, we [removed: continued] [added: continue] to face [removed: pressures in 2024] [added: pressure] in the cost of land acquisition and [removed: development and the cost and availability of construction labor.][added: development.]
[removed: Accordingly, we] are focused on protecting liquidity and closely managing our cash flows while also continuing to [removed: focus on] [added: emphasize] shareholder returns, including the following actions:
–Producing sufficient levels of spec inventory [removed: (houses without customer orders)] to service buyers seeking to close within 30 to 90 days;
–Maintaining a focus on shareholder return through [removed: share buybacks] [added: dividends] and [removed: dividends,] [added: share buybacks,] including [removed: a 10%] [added: an 18%] increase in our dividends from [removed: $0.20 to] $0.22 [added: to $0.26] per share effective with our January [removed: 2025] [added: 2026] dividend payment and [added: approving] an additional $1.5 billion share repurchase authorization effective January [added: 2025, bringing our total remaining share repurchase authorization to $1.0 billion as of December 31, 2025, after $1.2 billion of share repurchases in] 2025; [added: and]
–Maintaining [added: a modest leverage profile and] ample liquidity.
We believe our strategic approach with respect to [added: balancing] sales [removed: incentives, advertising,] [added: price with sales pace, including actions taken related to sales incentives] and our production [removed: cadence] [added: cadence,] will enable us to meet consumer demand at the selling prices necessary to turn our inventory, maintain market share, and generate healthy returns.
[removed: And we] [added: We] remain confident in our ability to navigate the future environment and to position the Company to take advantage of opportunities as they arise and support future growth and continued profitability and financial strength.
| | | | [removed: 2024] [added: 2025] | | | | | | FY [removed: 2024] [added: 2025] vs. FY [removed: 2023] [added: 2024] | | | | | | [removed: 2023] [added: 2024] | | |
| Home sale revenues | | | $ | [removed: 17,318,521] [added: 16,743,522] | | | | | [removed: 11] [added: (3)] | | % | | | | $ | [removed: 15,598,707] [added: 17,318,521] | |
| Land sale and other revenues | | | [removed: 195,435] [added: 179,764] | | | | | | [removed: 38] [added: (8)] | | % | | | | [removed: 142,116] [added: 195,435] | | |
| Total Homebuilding revenues | | | [removed: 17,513,956] [added: 16,923,286] | | | | | | [removed: 11] [added: (3)] | | % | | | | [removed: 15,740,823] [added: 17,513,956] | | |
| Home sale cost of revenues *(a)* | | | [removed: (12,311,766)] [added: (12,341,421)] | | | | | | [removed: 12] [added: —] | | % | | | | [removed: (11,030,206)] [added: (12,311,766)] | | |
| Land sale and other cost of revenues | | | [removed: (189,893)] [added: (166,041)] | | | | | | [removed: 52] [added: (13)] | | % | | | | [removed: (124,607)] [added: (189,893)] | | |
| Selling, general, and administrative expenses ("SG&A") *(b)* | | | [removed: (1,321,276)] [added: (1,573,928)] | | | | | | [removed: 1] [added: 19] | | % | | | | [removed: (1,312,642)] [added: (1,321,276)] | | |
| Equity income from unconsolidated entities *(c)* | | | [removed: 43,151] [added: 2,897] | | | | | | *(d)* | | | | | | [removed: 3,506] [added: 43,151] | | |
| Other income (expense), net *(e)* | | | [removed: 61,752] [added: (91,502)] | | | | | | [removed: 58] [added: *(d)*] | | [removed: %] | | | | [removed: 39,201] [added: 61,752] | | |
| Income before income taxes | | | $ | [removed: 3,795,924] [added: 2,753,291] | | | | | [removed: 14] [added: (27)] | | % | | | | $ | [removed: 3,316,075] [added: 3,795,924] | |
| Gross margin from home sales *(a)* | | | [removed: 28.9] [added: 26.3] | | % | | | | [removed: (40)] [added: (260)] bps | | | | | | [removed: 29.3] [added: 28.9] | | % |
| SG&A % of home sale revenues *(b)* | | | [removed: 7.6] [added: 9.4] | | % | | | | [removed: (80)] [added: 180] bps | | | | | | [removed: 8.4] [added: 7.6] | | % |
| Closings (units) | | | [removed: 31,219] [added: 29,572] | | | | | | [removed: 9] [added: (5)] | | % | | | | [removed: 28,603] [added: 31,219] | | |
| Average selling price | | | $ | [removed: 555] [added: 566] | | | | | 2 | | % | | | | $ | [removed: 545] [added: 555] | |
| Units | | | [removed: 29,226] [added: 27,914] | | | | | | [removed: 2] [added: (4)] | | % | | | | [removed: 28,580] [added: 29,226] | | |
| Dollars | | | $ | [removed: 16,493,524] [added: 15,518,916] | | | | | [removed: 8] [added: (6)] | | % | | | | $ | [removed: 15,244,353] [added: 16,493,524] | |
| Cancellation rate | | | 15 | | % | | | | | | | | | | [removed: 16] [added: 15] | | % |
| Average active communities | | | [removed: 945] [added: 993] | | | | | | [removed: 4] [added: 5] | | % | | | | [removed: 906] [added: 945] | | |
| Units | | | [removed: 10,153] [added: 8,495] | | | | | | (16) | | % | | | | [removed: 12,146] [added: 10,153] | | |
| Dollars | | | $ | [removed: 6,494,718] [added: 5,270,112] | | | | | [removed: (11)] [added: (19)] | | % | | | | $ | [removed: 7,319,714] [added: 6,494,718] | |
| | | | 2025 | | | | | | 2024 | | |
In 2025, consumer demand weakened due to ongoing affordability challenges, resulting from elevated mortgage interest rates and higher housing costs, as well as volatility in other macroeconomic and geopolitical conditions, including higher job losses and weakened consumer confidence.
Despite these efforts, net new orders in units decreased 4% in 2025 versus 2024.
In response, we expect our sales incentives to remain elevated and for our pace of house starts to remain dynamic.
This is evidenced in our gross margin from home sales, which decreased to 26.3% in 2025 versus 28.9% in 2024.
Additionally, gross margin from home sales decreased each quarter in 2025, from 27.5% in the first quarter of 2025 to 24.7% in the fourth quarter of 2025.
These decreases are primarily due to the aforementioned elevated sales incentives combined with higher land costs.
In response to the significant shift in market conditions in 2025, we have slowed the pace of our housing starts, have increased sales incentives, and are taking additional pricing actions in many of our communities, which resulted in $77.4 million of land inventory impairments in 2025.
We continue to update the underwriting for our land option contracts prior to buying additional land and have made decisions to walk away from a number of land option agreements, which resulted in write-offs of deposits and pre-acquisition costs totaling $48.4 million in 2025.
We will continue working with our trade partners to update the costs for materials, labor, and services to reflect changes in market conditions and will continue to adjust our overhead cost structure as necessary to align with demand.
Inventories of new and existing homes have increased in the majority of our geographies as a result of the weakened demand experienced this year, so we are taking a measured approach to our capital allocation strategy as we anticipate continued volatility in demand.
Accordingly, we
The decrease in closings in 2025 was primarily attributable to lower net new orders in 2025 and a weaker order backlog entering the year, partially offset by a higher community count and improved production cycle times.
Average selling price increased primarily due to product and geographic mix, including a slightly higher mix of closings toward our move-up buyers and in our Northeast segment, both of which carry a higher average selling price, partially offset by higher sales incentives.
The lower home sale gross margins were primarily attributable to the aforementioned pricing actions we took in 2025, including elevated sales incentives, increased land acquisition and development costs, and higher land impairments as the result of the more challenging market conditions.
We expect these factors to continue to impact our gross margins over the near term.
Gross margins in 2025 were also unfavorably impacted by our efforts to reduce completed spec inventory to more appropriate levels, which we expect will continue to be an area of focus in 2026.
While we have made significant progress in reducing the level of spec inventory during 2025, the level of completed spec inventory remains elevated for the current demand environment.
This increase resulted primarily from insurance reserve reversals of $42.3 million in 2025 compared to $333.9 million in 2024.
Additionally, SG&A in 2025 reflects headcount and technology costs to support ongoing production volumes and investments for future growth.
We expect to continue managing and balancing our overhead costs consistent with the demand environment.
| | | | 2025 | | | | | | 2024 | | |
| Goodwill impairment ([Note 1](#i87fd377df10646b58a793ac6321ae339_100)) | | | (28,553) | | | | | | — | | |
| Property and equipment impairments | | | (49,629) | | | | | | — | | |
*(b)Other income (expense), net includes impairments in 2025 resulting from our expected divestiture of certain manufacturing assets.
The net assets and operating results related to such manufacturing assets are immaterial.*
The decreased net new order volume and dollars in 2025 were primarily due to lower order volume in our Texas and West segments.
| | | | | | | 2025 | | | | | | 2024 | | |
| | | | | | | 7,216 | | | | | | 8,759 | | |
| | | | $ | 16,923,286 | | | | | (3) | | % | | | | $ | 17,513,956 | |
| | | | $ | 2,753,291 | | | | | (27) | | % | | | | $ | 3,795,924 | |
| | | | 29,572 | | | | | | (5) | | % | | | | $ | 31,219 | |
| | | | $ | 566 | | | | | 2 | | % | | | | $ | 555 | |
*(c) Percentage not meaningful.*
| | | | | | | 2025 | | | | | | FY 2025 vs. FY 2024 | | | | | | 2024 | | |
| | | | | | | 27,914 | | | | | | (4)% | | | | | | 29,226 | | |
| Northeast | | | | | | $ | 1,112,945 | | | | | (5)% | | | | | | $ | 1,165,949 | |
| Midwest | | | | | | 2,622,300 | | | | | | (1)% | | | | | | 2,642,969 | | |
| West | | | | | | 3,375,114 | | | | | | (16)% | | | | | | 4,040,920 | | |
| | | | | | | $ | 15,518,916 | | | | | (6)% | | | | | | $ | 16,493,524 | |
| | | | 2024 | | | | | | 2023 | | |
In 2022, the Federal Reserve began raising its benchmark interest rate in response to persistent inflation that began after the onset of the COVID-19 pandemic.
These actions drove national mortgage and other interest rates significantly higher and negatively impacted home affordability and consumer sentiment.
The Federal Reserve cut their benchmark interest rate by 100 bps from September 2024 to December 2024.
Despite this reduction, national mortgage interest rates increased nearly 100 bps from September 2024 to December 2024 with a cumulative increase of approximately 400 bps since the beginning of 2022.
These higher financing costs, coupled with increases in the cost of land inventory and construction labor, as well as elevated overall inflation in recent years as compared with historical levels, have created affordability challenges for new homebuyers, resulting in decreased demand in the second half of 2024 as mortgage interest rates increased.
Despite these affordability challenges, interest in new homes remained at high levels in 2024, aided by a continuing limited supply of existing home inventory in combination with the market slowly adjusting to a higher interest rate environment, which has resulted in increased volatility in our new order pace over 2023 and 2024.
These strategic decisions contributed to 2% growth in new orders from 2023 to 2024 but also drove a slight decrease in gross margins from 2023 to 2024.
We operate our business to generate a cadence of house starts to align with the sales environment, and an appropriate inventory of quick move-in speculative ("spec") homes as we focus on turning our assets and delivering high returns on investment, which has allowed us to achieve an effective balance of price and pace.
The supply chain constraints that arose in connection with the COVID-19 pandemic have largely subsided.
As a result, our production cycle times improved over the course of 2023 and 2024 and have now returned to near historical norms.
This decrease in cycle times, coupled with our strong backlog and focus on spec home production, contributed to a 9% increase in closings in 2024 as compared to 2023.
Within an evolving macroeconomic environment, consumers across all buyer segments and price points have continued demonstrating a strong desire for homeownership despite continued interest rate variability.
During 2023 and 2024, through a combination of our ongoing construction cost reduction initiatives, construction pacing, and sales strategies that capitalized on periods of strong consumer demand, we were able to achieve historically strong financial results, including higher income before income taxes than in any previous year.
We remain focused on taking a measured approach to our capital allocation strategy to effectively respond to future volatility in demand.
–Taking an opportunistic approach to repurchasing debt; and
The increase in closings during 2024 was primarily attributable to a strong backlog, improved production cycle times, and initiatives to prioritize quick move-in spec homes to satisfy customer desire to quickly close on homes due to the volatile interest rate environment and to ensure an efficient production cadence of homes.
The increase in average selling price during 2024 reflected the impacts of consumer demand, persistent inflation, and a slight mix shift toward our West segment, which carries a higher average selling price, partially offset by a slight increase in the mix of first-time buyer homes, which typically carry a lower average selling price.
Gross margins remained strong in both 2024 and 2023 relative to historical levels.
Due to the low supply of new and existing homes for sale, we were generally able to maintain net sales pricing to substantially offset increases in house and land costs and higher sales incentives over these periods.
However, we expect sales incentives, especially mortgage interest rate buydowns, to remain elevated to address buyer affordability challenges, along with higher land and house costs, which may continue to impact our gross margins in the near term.
This increase resulted primarily from overhead costs to support increased production volumes coupled with higher compensation costs, partially offset by insurance reserve reversals of $333.9 million in 2024, compared to insurance reserve reversals of $130.8 million in 2023.
Interest income began to increase significantly in 2023 and has remained elevated in 2024 as the result of higher returns on invested cash balances due to the elevated interest rate environment.
The increased net new order volume in 2024 was primarily due to a 4% increase in average active communities.
The increase in net new orders in dollars was primarily attributable to the higher unit volume along with geographic mix, including
our West segment, which carries a higher average selling price.
Cancellation rates began to increase in 2022 and have now returned to historical levels.
| | | | | | | 2024 | | | | | | 2023 | | |
| | | | | | | 8,759 | | | | | | 7,381 | | |
The number of unsold homes under construction increased in 2024, which reflects our strategic decision to increase starts of spec units in response to buyer demand for quick move-in homes.
We continue to carefully monitor our production levels heading into the spring 2025 selling season and expect to lower the percentage of our inventory that is unsold by the end of 2025.
| | | | $ | 17,513,956 | | | | | 11 | | % | | | | $ | 15,740,823 | |
| | | | $ | 3,795,924 | | | | | 14 | | % | | | | $ | 3,316,075 | |
| | | | 31,219 | | | | | | 9 | | % | | | | $ | 28,603 | |
| | | | $ | 555 | | | | | 2 | | % | | | | $ | 545 | |
*(b) Includes a gain of $17.5 million in 2024 from the sale of a non-homebuilding property.*
*(c) Includes a gain of $10.7 million in 2024 from the sale of a property.*
| | | | | | | 29,226 | | | | | | 2% | | | | | | 28,580 | | |
| Northeast | | | | | | $ | 1,165,949 | | | | | 13% | | | | | | $ | 1,034,819 | |
| Midwest | | | | | | 2,642,969 | | | | | | 14% | | | | | | 2,309,404 | | |
An excerpt. Shown here: 40 of 246 rewritten, 40 of 55 added and 40 of 59 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2025 filing and the FY2024 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
12 rewritten, 4 added, 4 removed, 36 unchanged
The following tables set forth the principal cash flows by scheduled maturity, weighted-average interest rates, and estimated fair value of our debt obligations as of December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] ($000’s omitted).
| | | | As of December 31, [removed: 2023] [added: 2025] for the Years Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | [removed: 2024] [added: 2026] | | | | | | [removed: 2025] [added: 2027] | | | | | | [removed: 2026] [added: 2028] | | | | | | [removed: 2027] [added: 2029] | | | | | | [removed: 2028] [added: 2030] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |
| Average interest rate | | | [removed: 7.15] [added: 5.51] | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | [removed: 7.15] [added: —] | | % | | | | | | |
There were no borrowings outstanding under our Revolving Credit Facility at either December 31, [removed: 2024] [added: 2025] or [removed: 2023.*][added: 2024.*]
Changes in the fair value of IRLCs and the other [removed: derivative financial instruments are recognized in Financial Services revenues.]
At December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] residential mortgage loans available-for-sale had an aggregate fair value of [removed: $629.6] [added: $613.7] million and [removed: $516.1] [added: $629.6] million, respectively.
At December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] we had aggregate IRLCs of [removed: $469.4] [added: $820.2] million and [removed: $404.7] [added: $469.4] million, respectively, which were originated at interest rates prevailing at the date of commitment.
Unexpired forward contracts totaled [removed: $977.0 million] [added: $1.3 billion] and [removed: $745.0] [added: $977.0] million at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively, and whole loan investor commitments totaled [removed: $237.1] [added: $270.6] million and [removed: $207.9] [added: $237.1] million, respectively, at such dates.
[added: You can identify these statements by the fact that they do] not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events.
Such risks, uncertainties and other factors include, among other things: interest rate changes and the availability of mortgage financing; the impact of any changes to our strategy in responding to the cyclical nature of the industry or deteriorations in industry [removed: changes] [added: conditions] or downward changes in general economic or other business conditions, including any changes regarding our land positions and the levels of our land spend; economic changes nationally or in our local markets, including inflation, deflation, changes in consumer confidence and preferences and the state of the market for homes in general; [removed: labor] supply shortages and the cost of [removed: labor;] [added: labor and building materials;] the availability and cost of land and other raw materials used by us in our homebuilding operations; a decline in the value of the land and home inventories we maintain and resulting possible future writedowns of the carrying value of our real estate assets; competition within the industries in which we operate; rapidly changing technological developments including, but not limited to, the use of artificial intelligence in the homebuilding industry; governmental regulation directed at or affecting the housing market, the homebuilding industry or construction activities, slow growth initiatives and/or local building moratoria; the availability and cost of insurance covering risks associated with our businesses, including warranty and other legal or regulatory proceedings or claims; damage from improper acts of persons over whom we do not have control or attempts to impose liabilities or obligations of third parties on us; weather related slowdowns; the impact of climate change and related governmental regulation; adverse capital and credit market conditions, which may affect our access to and cost of capital; the insufficiency of our income tax provisions and tax reserves, including as a result of changing laws or interpretations; the potential that we do not realize our deferred tax assets; our inability to sell mortgages into the secondary market; uncertainty in the mortgage lending industry, including revisions to underwriting standards and repurchase requirements associated with the sale of mortgage loans, and related claims against us; risks associated with the implementation of a new enterprise resource planning system; risks related to information technology failures, data security issues, and the effect of cybersecurity incidents and threats; the impact of negative publicity on sales; failure to retain key personnel; the impairment of our intangible assets; [removed: the] disruptions associated with [removed: the COVID-19 pandemic (or another epidemic or pandemic] [added: epidemics, pandemics] or [removed: similar] [added: other serious] public [removed: threat or] [added: health threats (as well as] fear of such [removed: an event),] [added: events),] and the measures taken to address it; the effect of cybersecurity incidents and threats; and other factors of national, regional and global scale, including those of a political, economic, business and competitive nature.
See [Item 1A – Risk [removed: Factors](#id658d979404e4d68a097864263c5a263_28)] [added: Factors](#i87fd377df10646b58a793ac6321ae339_28)] for a further discussion of these and other risks and uncertainties applicable to our businesses.
| Fixed rate debt | | | $ | 282,084 | | | | | $ | 342,348 | | | | | $ | 7,556 | | | | | $ | 4,341 | | | | | $ | — | | | | | $ | 1,000,000 | | | | | $ | 1,636,329 | | | | | $ | 1,755,396 | |
| Average interest rate | | | 5.16 | | % | | | | 5.03 | | % | | | | 6.64 | | % | | | | 5.00 | | % | | | | — | | % | | | | 6.71 | | % | | | | 6.09 | | % | | | | | | |
| Variable rate debt *(a)* | | | $ | 532,338 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 532,338 | | | | | $ | 532,338 | |
derivative financial instruments are recognized in Financial Services revenues.
| Fixed rate debt | | | $ | 48,111 | | | | | $ | 6,240 | | | | | $ | 463,359 | | | | | $ | 443,875 | | | | | $ | 4,340 | | | | | $ | 1,004,340 | | | | | $ | 1,970,265 | | | | | $ | 2,080,187 | |
| Average interest rate | | | 2.98 | | % | | | | 1.22 | | % | | | | 5.44 | | % | | | | 5.00 | | % | | | | — | | % | | | | 6.68 | | % | | | | 5.89 | | % | | | | | | |
| Variable rate debt *(a)* | | | $ | 499,627 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 499,627 | | | | | $ | 499,267 | |
You can identify these statements by the fact that they do
Cover and table of contents
66 rewritten, 20 added, 18 removed, 241 unchanged
For the fiscal year ended December 31, [removed: 2024][added: 2025]
[removed: ][added: ]
The aggregate market value of the registrant’s voting shares held by nonaffiliates of the registrant as of June 30, [removed: 2024,] [added: 2025,] based on the closing sale price per share as reported by the New York Stock Exchange on such date, was approximately [removed: $22.8] [added: $20.7] billion.
As of January [removed: 23, 2025,] [added: 22, 2026,] the registrant had [removed: 202,457,952] [added: 192,327,885] shares of common shares outstanding.
Applicable portions of the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders are incorporated by reference in Part III of this Form.
| 1A | | | [Risk [removed: Factors](#id658d979404e4d68a097864263c5a263_28)] [added: Factors](#i87fd377df10646b58a793ac6321ae339_28)] | | | [removed: [10](#id658d979404e4d68a097864263c5a263_28)] [added: [10](#i87fd377df10646b58a793ac6321ae339_28)] | | |
| 1B | | | [Unresolved Staff [removed: Comments](#id658d979404e4d68a097864263c5a263_31)] [added: Comments](#i87fd377df10646b58a793ac6321ae339_31)] | | | [removed: [18](#id658d979404e4d68a097864263c5a263_31)] [added: [18](#i87fd377df10646b58a793ac6321ae339_31)] | | |
| 3 | | | [Legal [removed: Proceedings](#id658d979404e4d68a097864263c5a263_40)] [added: Proceedings](#i87fd377df10646b58a793ac6321ae339_40)] | | | [removed: [19](#id658d979404e4d68a097864263c5a263_40)] [added: [19](#i87fd377df10646b58a793ac6321ae339_40)] | | |
| 4 | | | [Mine Safety [removed: Disclosures](#id658d979404e4d68a097864263c5a263_43)] [added: Disclosures](#i87fd377df10646b58a793ac6321ae339_43)] | | | [removed: [19](#id658d979404e4d68a097864263c5a263_43)] [added: [19](#i87fd377df10646b58a793ac6321ae339_43)] | | |
| 5 | | | [Market for the Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity [removed: Securities](#id658d979404e4d68a097864263c5a263_49)] [added: Securities](#i87fd377df10646b58a793ac6321ae339_49)] | | | [removed: [19](#id658d979404e4d68a097864263c5a263_49)] [added: [19](#i87fd377df10646b58a793ac6321ae339_49)] | | |
| 7 | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#id658d979404e4d68a097864263c5a263_55)] [added: Operations](#i87fd377df10646b58a793ac6321ae339_55)] | | | [removed: [22](#id658d979404e4d68a097864263c5a263_55)] [added: [22](#i87fd377df10646b58a793ac6321ae339_55)] | | |
| 7A | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#id658d979404e4d68a097864263c5a263_73)] [added: Risk](#i87fd377df10646b58a793ac6321ae339_73)] | | | [removed: [38](#id658d979404e4d68a097864263c5a263_73)] [added: [39](#i87fd377df10646b58a793ac6321ae339_73)] | | |
| 8 | | | [Financial Statements and Supplementary [removed: Data](#id658d979404e4d68a097864263c5a263_76)] [added: Data](#i87fd377df10646b58a793ac6321ae339_76)] | | | [removed: [41](#id658d979404e4d68a097864263c5a263_76)] [added: [41](#i87fd377df10646b58a793ac6321ae339_76)] | | |
| 9 | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#id658d979404e4d68a097864263c5a263_139)] [added: Disclosure](#i87fd377df10646b58a793ac6321ae339_142)] | | | [removed: [70](#id658d979404e4d68a097864263c5a263_139)] [added: [70](#i87fd377df10646b58a793ac6321ae339_142)] | | |
| 9A | | | [Controls and [removed: Procedures](#id658d979404e4d68a097864263c5a263_142)] [added: Procedures](#i87fd377df10646b58a793ac6321ae339_145)] | | | [removed: [70](#id658d979404e4d68a097864263c5a263_142)] [added: [70](#i87fd377df10646b58a793ac6321ae339_145)] | | |
| 9C | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#id658d979404e4d68a097864263c5a263_148)] [added: Inspections](#i87fd377df10646b58a793ac6321ae339_151)] | | | [removed: [72](#id658d979404e4d68a097864263c5a263_148)] [added: [72](#i87fd377df10646b58a793ac6321ae339_151)] | | |
| 10 | | | [Directors, Executive Officers and Corporate [removed: Governance](#id658d979404e4d68a097864263c5a263_154)] [added: Governance](#i87fd377df10646b58a793ac6321ae339_157)] | | | [removed: [72](#id658d979404e4d68a097864263c5a263_154)] [added: [72](#i87fd377df10646b58a793ac6321ae339_157)] | | |
| 12 | | | [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder [removed: Matters](#id658d979404e4d68a097864263c5a263_160)] [added: Matters](#i87fd377df10646b58a793ac6321ae339_163)] | | | [removed: [73](#id658d979404e4d68a097864263c5a263_160)] [added: [73](#i87fd377df10646b58a793ac6321ae339_163)] | | |
| 13 | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#id658d979404e4d68a097864263c5a263_163)] [added: Independence](#i87fd377df10646b58a793ac6321ae339_166)] | | | [removed: [73](#id658d979404e4d68a097864263c5a263_163)] [added: [73](#i87fd377df10646b58a793ac6321ae339_166)] | | |
| 14 | | | [Principal Accountant Fees and [removed: Services](#id658d979404e4d68a097864263c5a263_166)] [added: Services](#i87fd377df10646b58a793ac6321ae339_169)] | | | [removed: [73](#id658d979404e4d68a097864263c5a263_166)] [added: [73](#i87fd377df10646b58a793ac6321ae339_169)] | | |
| 15 | | | [Exhibits and Financial Statement [removed: Schedules](#id658d979404e4d68a097864263c5a263_172)] [added: Schedules](#i87fd377df10646b58a793ac6321ae339_175)] | | | [removed: [74](#id658d979404e4d68a097864263c5a263_172)] [added: [74](#i87fd377df10646b58a793ac6321ae339_175)] | | |
These filings are available at the SEC’s website at [removed: www.sec.gov.][added: sec.gov.]
Our internet website address is [removed: www.pultegroupinc.com.][added: pultegroupinc.com.]
Homebuilding generated 98% of our consolidated revenues of [removed: $17.9] [added: $17.3] billion in [removed: 2024,] [added: 2025,] 98% of our consolidated revenues of [removed: $16.1] [added: $17.9] billion in [removed: 2023,] [added: 2024,] and 98% of our consolidated revenues of [removed: $16.0] [added: $16.1] billion in [removed: 2022.][added: 2023.]
Our Homebuilding operations are geographically diverse within the U.S. [removed: During 2024,] [added: As of December 31, 2025,] we operated out of [removed: an average of 945] [added: 1,014] active communities in [removed: 46] [added: 47] markets across [removed: 25] [added: 26] states.
Through our brands, which include Centex, Pulte Homes, Del Webb, DiVosta Homes, [added: and] John Wieland Homes and Neighborhoods, [removed: and American West,] we offer a wide variety of home designs with varying levels of options and amenities to our major customer groups: first-time, move-up, and active adult.
During [removed: 2024,] [added: 2025,] we delivered closings totaling [removed: 31,219] [added: 29,572] homes, compared with [removed: 28,603] [added: 31,219] homes in [removed: 2023] [added: 2024] and [removed: 29,111] [added: 28,603] homes in [removed: 2022.][added: 2023.]
Over our history, we have delivered over [removed: 850,000] [added: 875,000] homes.
We predominantly sell single-family detached homes, which represented 83% of our home closings in [added: each of 2025,] 2024 and [removed: 2023, and 86% in 2022.][added: 2023.]
Sales prices of home closings during [removed: 2024] [added: 2025] ranged from approximately $150,000 to over [removed: $2,500,000,] [added: $3,000,000,] with [removed: 84%] [added: 82%] falling within the range of $250,000 to $750,000.
The average unit selling price [removed: in 2024] was [removed: $555,000,] [added: $566,000 in 2025,] compared with [removed: $545,000] [added: $555,000] in [removed: 2023,] [added: 2024,] and [removed: $534,000] [added: $545,000] in [removed: 2022.][added: 2023.]
- [removed: Increase] [added: Achieve] scale within our existing markets by appropriately expanding market share among our primary buyer groups: first-time, move-up, and active adult;
- [removed: Focus on maintaining] [added: Maintain] an appropriate balance of built-to-order and speculative homes; and
- Manage the Company's capital consistent with our stated priorities: invest in the business, fund our dividend, and routinely return excess funds to shareholders through share repurchases, while maintaining a modest leverage [removed: profile.][added: profile and ample liquidity.]
At December 31, [removed: 2024,] [added: 2025,] we controlled [removed: 234,589] [added: 234,632] lots, of which [removed: 102,176] [added: 101,104] were owned and [removed: 132,413] [added: 133,528] were under land option agreements.
During [removed: 2024, 40%,] [added: 2025,] 38%, [added: 40%,] and 22% of our home closings were to first-time, move-up, and active adult customers, [removed: respectively, which reflects a small increase toward first-time buyers since 2023 consistent with our continued investment in serving first-time buyers.][added: respectively.]
We market our homes to prospective homebuyers through internet listings and link placements, social media, mobile applications, media advertising, [removed: illustrated brochures,] and other advertising displays.
This includes our websites [removed: (*www.pulte.com, www.centex.com, www.delwebb.com,* *www.divosta.com, www.jwhomes.com,*] [added: (*pulte.com, centex.com, delwebb.com,* *divosta.com,*] and [removed: *www.americanwesthomes.com)*,] [added: *jwhomes.com)*,] which provide tools to help users find a home that meets their needs, investigate financing alternatives, maintain a home, learn more about us, and communicate directly with us.
Our sales teams consist primarily of commissioned employees, and the majority of our home closings also involve independent third party sales [removed: brokers.][added: agents.]
Backlog, which represents orders for homes that have not yet closed, was [removed: $6.5] [added: $5.3] billion [removed: (10,153] [added: (8,495] units) at December 31, [removed: 2024] [added: 2025] and [removed: $7.3] [added: $6.5] billion [removed: (12,146] [added: (10,153] units) at December 31, [removed: 2023.][added: 2024.]
| | | | [Part I](#i87fd377df10646b58a793ac6321ae339_10) | | | | | |
| 1 | | | [Business](#i87fd377df10646b58a793ac6321ae339_13) | | | [3](#i87fd377df10646b58a793ac6321ae339_13) | | |
| 1C | | | [Cybersecurity](#i87fd377df10646b58a793ac6321ae339_34) | | | [18](#i87fd377df10646b58a793ac6321ae339_34) | | |
| 2 | | | [Properties](#i87fd377df10646b58a793ac6321ae339_37) | | | [19](#i87fd377df10646b58a793ac6321ae339_37) | | |
| | | | [Part II](#i87fd377df10646b58a793ac6321ae339_46) | | | | | |
| 6 | | | [\[Reserved\]](#i87fd377df10646b58a793ac6321ae339_52) | | | [21](#i87fd377df10646b58a793ac6321ae339_52) | | |
| 9B | | | [Other Information](#i87fd377df10646b58a793ac6321ae339_148) | | | [72](#i87fd377df10646b58a793ac6321ae339_148) | | |
| | | | [Part III](#i87fd377df10646b58a793ac6321ae339_154) | | | | | |
| 11 | | | [Executive Compensation](#i87fd377df10646b58a793ac6321ae339_160) | | | [72](#i87fd377df10646b58a793ac6321ae339_160) | | |
| | | | [Part IV](#i87fd377df10646b58a793ac6321ae339_172) | | | | | |
| 16 | | | [Form 10-K Summary](#i87fd377df10646b58a793ac6321ae339_178) | | | [76](#i87fd377df10646b58a793ac6321ae339_178) | | |
| | | | | | | | | |
| | | | [Signatures](#i87fd377df10646b58a793ac6321ae339_181) | | | [77](#i87fd377df10646b58a793ac6321ae339_181) | | |
PulteGroup, Inc. is a Michigan corporation organized in 1956, though we date our founding to 1950, when our founder, Bill Pulte, built our first home.
- Increase our lot optionality within our land pipeline for increased flexibility, improved returns, and lower risk;
We also pre-wire homes for internet connectivity and various smart home features and products.
To
In originating and servicing mortgage loans, we are subject to the rules and regulations of the government-sponsored investors and other investors that purchase the loans we originate, as well as to those of other government agencies that have oversight of the government-sponsored investors or consumer lending rules in the U.S. These government agencies and government-sponsored investors include, but are not necessarily limited to, the Consumer Financial Protection Bureau, Federal Housing Finance Agency, U.S. Department of Housing and Urban Development, FHA, VA, USDA, Fannie Mae, Freddie Mac, and Ginnie Mae.
Pursuant to the terms of his retirement, he served as the Company’s Chief Financial Officer until the Transition Date, at which time Mr. Ossowski succeeded him.
Mr. O'Shaughnessy has since served as Executive Vice President and is expected to remain in this role until March 2026.
| Series A Junior Participating Preferred Share Purchase Rights | | | | | | New York Stock Exchange | | |
| | | | [Part I](#id658d979404e4d68a097864263c5a263_10) | | | | | |
| 1 | | | [Business](#id658d979404e4d68a097864263c5a263_13) | | | [3](#id658d979404e4d68a097864263c5a263_13) | | |
| 1C | | | [Cybersecurity](#id658d979404e4d68a097864263c5a263_34) | | | [18](#id658d979404e4d68a097864263c5a263_34) | | |
| 2 | | | [Properties](#id658d979404e4d68a097864263c5a263_37) | | | [19](#id658d979404e4d68a097864263c5a263_37) | | |
| | | | [Part II](#id658d979404e4d68a097864263c5a263_46) | | | | | |
| 6 | | | [\[Reserved\]](#id658d979404e4d68a097864263c5a263_52) | | | [21](#id658d979404e4d68a097864263c5a263_52) | | |
| 9B | | | [Other Information](#id658d979404e4d68a097864263c5a263_145) | | | [72](#id658d979404e4d68a097864263c5a263_145) | | |
| | | | [Part III](#id658d979404e4d68a097864263c5a263_151) | | | | | |
| 11 | | | [Executive Compensation](#id658d979404e4d68a097864263c5a263_157) | | | [72](#id658d979404e4d68a097864263c5a263_157) | | |
| | | | [Part IV](#id658d979404e4d68a097864263c5a263_169) | | | | | |
| 16 | | | [Form 10-K Summary](#id658d979404e4d68a097864263c5a263_175) | | | [77](#id658d979404e4d68a097864263c5a263_175) | | |
| | | | [Signatures](#id658d979404e4d68a097864263c5a263_178) | | | [78](#id658d979404e4d68a097864263c5a263_178) | | |
PulteGroup, Inc. is a Michigan corporation organized in 1956.
- Shorten the duration of our owned land pipeline to improve returns and reduce risks;
Additionally, the ability to consistently source
Pursuant to the terms of his retirement, he is expected to continue to serve as the Company’s Chief Financial Officer until February 7, 2025 (the “Transition Date”) and is expected to remain at the Company as Executive Vice President until the end of 2025.
In July 2024, the Company announced that Mr. Ossowski would succeed Mr. O'Shaughnessy and be promoted to the roles of Executive Vice President and Chief Financial Officer, effective as of the Transition Date.
An excerpt. Shown here: 40 of 66 rewritten, all 20 added and all 18 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2025 filing and the FY2024 filing.
Item 1C. CYBERSECURITY
4 rewritten, 0 added, 0 removed, 22 unchanged
For additional information concerning cybersecurity risks we face to our business strategy, results of [removed: operations] [added: operations,] and financial condition, see [Item 1A Risk [removed: Factors](#id658d979404e4d68a097864263c5a263_28)] [added: Factors](#i87fd377df10646b58a793ac6321ae339_28)] – Information technology failures or data security breaches could harm our business and result in substantial costs.
Aspects of the information systems of our Homebuilding operations and our Financial Services operations are separate [removed: and distinct, and, prior to the third quarter of 2024, each operation had a separate CIO and CISO.][added: where appropriate]
[removed: In August of 2024,] [added: based on differences in business needs, though] our information technology operations [removed: were] [added: are] centralized under a single CIO and a single CISO, each with enterprise-wide responsibilities.
Our CISO has over [removed: 25] [added: 30] years’ experience working in information technology and cybersecurity roles and is a certified information security manager as certified by the Information Systems Audit and Control Association [removed: (ISACA).][added: ("ISACA").]
Item 2. PROPERTIES
1 rewritten, 0 added, 1 removed, 6 unchanged
Pulte Mortgage leases its primary office facilities in [removed: Englewood,] [added: Denver,] Colorado.
We also maintain various support functions in leased facilities in Tempe, Arizona.
Item 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
13 rewritten, 6 added, 8 removed, 14 unchanged
At January [removed: 24, 2025,] [added: 22, 2026,] there were [removed: 1,918] [added: 1,842] shareholders of record.
In November [removed: 2024,] [added: 2025,] our Board of Directors approved a quarterly cash dividend of [removed: $0.22] [added: $0.26] per common share, payable on January [removed: 3, 2025,] [added: 6, 2026,] to shareholders of record on December [removed: 17, 2024.][added: 16, 2025.]
(1)During [removed: 2024,] [added: 2025,] participants surrendered shares for payment of minimum tax obligations upon the vesting or exercise of previously granted share-based compensation awards.
(2)On January [removed: 30, 2024, the Company announced that] [added: 29, 2025,] the Board of Directors approved [removed: a] [added: an increase to our] share repurchase authorization [removed: increase] of $1.5 [removed: billion] [added: billion, which was publicly announced] on January [removed: 29, 2024.][added: 30, 2025.]
There is no expiration date for this program, under which [removed: $682.9] [added: $982.9] million remained available as of December 31, [removed: 2024.][added: 2025.]
During [removed: 2024,] [added: 2025,] we repurchased [removed: 10.1] [added: 10.6] million shares for a total of $1.2 billion under this program.
The information required by this item with respect to equity compensation plans is set forth under [Item [removed: 12](#id658d979404e4d68a097864263c5a263_160)] [added: 12](#i87fd377df10646b58a793ac6321ae339_163)] of this Annual Report on Form 10-K and is incorporated herein by reference.
The following line graph compares, for the fiscal years ended December 31, [removed: 2020,] 2021, 2022, 2023, [removed: and] 2024, [added: and 2025,] (a) the yearly cumulative total shareholder return (i.e., the change in share price plus the cumulative amount of dividends, assuming dividend reinvestment, divided by the initial share price, expressed as a percentage) on PulteGroup’s common shares, with (b) the cumulative total return of the Standard & Poor’s 500 Stock Index and with (c) the Dow Jones U.S. Select Home Construction Index.
Fiscal Year Ended December 31, [removed: 2024][added: 2025]
[removed: ][added: ]
| | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |
| Dow Jones U.S. Select Home Construction Index | | | | | | 100.00 | | | | | | [removed: 126.99] [added: 149.77] | | | | | | [removed: 190.20] [added: 110.95] | | | | | | [removed: 140.90] [added: 188.14] | | | | | | [removed: 238.93] [added: 192.88] | | | | | | [removed: 244.95] [added: 183.73] | | |
* Assumes $100 invested on December 31, [removed: 2019,] [added: 2020,] and the reinvestment of dividends.
| October 1, 2025 to October 31, 2025 | | | 839,372 | | | | | | $ | 124.81 | | | | | 839,372 | | | | | | $ | 1,178,138 | | (2) | | |
| November 1, 2025 to November 30, 2025 | | | 759,867 | | | | | | 119.07 | | | | | | 759,867 | | | | | | $ | 1,087,663 | | (2) | | |
| December 1, 2025 to December 31, 2025 | | | 847,009 | | | | | | 123.68 | | | | | | 847,009 | | | | | | $ | 982,902 | | (2) | | |
| Total | | | 2,446,248 | | | | | | $ | 122.64 | | | | | 2,446,248 | | | | | | | | | | | |
| PULTEGROUP, INC. | | | | | | $ | 100.00 | | | | | $ | 134.05 | | | | | $ | 108.29 | | | | | $ | 247.74 | | | | | $ | 263.19 | | | | | $ | 285.70 | |
| S&P 500 Index - Total Return | | | | | | 100.00 | | | | | | 128.71 | | | | | | 105.40 | | | | | | 133.10 | | | | | | 166.40 | | | | | | 196.16 | | |
| October 1, 2024 to October 31, 2024 | | | 814,038 | | | | | | $ | 139.41 | | | | | 814,038 | | | | | | $ | 889,414 | | (2) | | |
| November 1, 2024 to November 30, 2024 | | | 788,499 | | | | | | 130.80 | | | | | | 788,499 | | | | | | $ | 786,275 | | (2) | | |
| December 1, 2024 to December 31, 2024 | | | 860,862 | | | | | | 120.09 | | | | | | 860,862 | | | | | | $ | 682,898 | | (2) | | |
| Total | | | 2,463,399 | | | | | | $ | 129.90 | | | | | 2,463,399 | | | | | | | | | | | |
On January 29, 2025, the Board of Directors approved an increase to our share repurchase authorization by an additional $1.5 billion, which was publicly announced on January 30, 2025.
There is also no expiration date for this program.
| PULTEGROUP, INC. | | | | | | $ | 100.00 | | | | | $ | 112.65 | | | | | $ | 151.00 | | | | | $ | 121.98 | | | | | $ | 279.07 | | | | | $ | 296.48 | |
| S&P 500 Index - Total Return | | | | | | 100.00 | | | | | | 118.40 | | | | | | 152.39 | | | | | | 124.79 | | | | | | 157.59 | | | | | | 197.02 | | |
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
386 rewritten, 106 added, 68 removed, 598 unchanged
December 31, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]
| | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Cash and equivalents | | | $ | [removed: 1,613,327] [added: 1,980,869] | | | | | $ | [removed: 1,806,583] [added: 1,613,327] | |
| Restricted cash | | | [removed: 40,353] [added: 27,907] | | | | | | [removed: 42,594] [added: 40,353] | | |
| Total cash, cash equivalents, and restricted cash | | | [removed: 1,653,680] [added: 2,008,776] | | | | | | [removed: 1,849,177] [added: 1,653,680] | | |
| Land held for sale | | | [removed: 27,007] [added: $] | [added: 19,590] | | | | | [removed: 23,831] [added: $] | [added: 27,007] | |
| Residential mortgage loans available-for-sale | | | [removed: 629,582] [added: 613,665] | | | | | | [removed: 516,064] [added: 629,582] | | |
| Investments in unconsolidated entities | | | [removed: 215,416] [added: 167,342] | | | | | | [removed: 166,913] [added: 215,416] | | |
| Other assets | | | [removed: 2,001,991] [added: 2,217,483] | | | | | | [removed: 1,545,667] [added: 2,001,991] | | |
| Goodwill | | | [removed: 68,930] [added: 40,377] | | | | | | 68,930 | | |
| [removed: Intangible] [added: Other intangible] assets | | | [removed: 46,303] [added: 26,210] | | | | | | [removed: 56,338] [added: 46,303] | | |
| Deferred tax assets | | | [removed: 55,041] [added: 49,157] | | | | | | [removed: 64,760] [added: 55,041] | | |
| Accounts payable, including book overdrafts of [removed: $112,639] [added: $78,613] and [removed: $117,212] [added: $112,639] at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | $ | [removed: 727,995] [added: 724,885] | | | | | $ | [removed: 619,012] [added: 727,995] | |
| Customer deposits | | | [removed: 512,580] [added: 387,837] | | | | | | [removed: 675,091] [added: 512,580] | | |
| Deferred tax liabilities | | | [removed: 443,566] [added: 448,493] | | | | | | [removed: 302,155] [added: 443,566] | | |
| Accrued and other liabilities | | | [removed: 1,412,166] [added: 1,338,330] | | | | | | [removed: 1,645,690] [added: 1,412,166] | | |
| Financial Services debt | | | [removed: 526,906] [added: 532,338] | | | | | | [removed: 499,627] [added: 526,906] | | |
| Notes payable | | | [removed: 1,618,586] [added: 1,631,098] | | | | | | [removed: 1,962,218] [added: 1,618,586] | | |
| Total liabilities | | | [removed: 5,241,799] [added: 5,062,981] | | | | | | [removed: 5,703,793] [added: 5,241,799] | | |
| Common shares, $0.01 par value; 500,000,000 shares authorized, [removed: 202,912,881] [added: 192,724,978] and [removed: 212,557,522] [added: 202,912,881] shares issued and outstanding at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | [removed: 2,029] [added: 1,927] | | | | | | [removed: 2,126] [added: 2,029] | | |
| Additional paid-in capital | | | [removed: 3,425,384] [added: 3,488,924] | | | | | | [removed: 3,368,407] [added: 3,425,384] | | |
| Retained earnings | | | [removed: 8,694,551] [added: 9,494,591] | | | | | | [removed: 7,012,724] [added: 8,694,551] | | |
| Total shareholders’ equity | | | [removed: 12,121,964] [added: 12,985,442] | | | | | | [removed: 10,383,257] [added: 12,121,964] | | |
[removed: See Notes to Consolidated Financial Statements.][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)]
For the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]
| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Home sale revenues | | | $ | [removed: 17,318,521] [added: 16,743,522] | | | | | $ | [removed: 15,598,707] [added: 17,318,521] | | | | | $ | [removed: 15,548,119] [added: 15,598,707] | |
| Land sale and other revenues | | | [removed: 195,435] [added: 179,764] | | | | | | [removed: 142,116] [added: 195,435] | | | | | | [removed: 143,144] [added: 142,116] | | |
| | | | [removed: 17,513,956] [added: 16,923,286] | | | | | | [removed: 15,740,823] [added: 17,513,956] | | | | | | [removed: 15,691,263] [added: 15,740,823] | | |
| Financial Services | | | [removed: 432,994] [added: 388,667] | | | | | | [removed: 320,755] [added: 432,994] | | | | | | [removed: 311,716] [added: 320,755] | | |
| Total revenues | | | [removed: 17,946,950] [added: 17,311,953] | | | | | | [removed: 16,061,578] [added: 17,946,950] | | | | | | [removed: 16,002,979] [added: 16,061,578] | | |
| Home sale cost of revenues | | | [removed: (12,311,766)] [added: (12,341,421)] | | | | | | [removed: (11,030,206)] [added: (12,311,766)] | | | | | | [removed: (10,867,879)] [added: (11,030,206)] | | |
| Land sale and other cost of revenues | | | [removed: (189,893)] [added: (166,041)] | | | | | | [removed: (124,607)] [added: (189,893)] | | | | | | [removed: (119,906)] [added: (124,607)] | | |
| | | | [removed: (12,501,659)] [added: (12,507,462)] | | | | | | [removed: (11,154,813)] [added: (12,501,659)] | | | | | | [removed: (10,987,785)] [added: (11,154,813)] | | |
| Financial Services expenses | | | [removed: (224,086)] [added: (231,887)] | | | | | | [removed: (187,280)] [added: (224,086)] | | | | | | [removed: (180,696)] [added: (187,280)] | | |
| Selling, general, and administrative expenses | | | [removed: (1,321,276)] [added: (1,573,928)] | | | | | | [removed: (1,312,642)] [added: (1,321,276)] | | | | | | [removed: (1,381,222)] [added: (1,312,642)] | | |
| Equity income from unconsolidated entities, net | | | [removed: 44,201] [added: 4,147] | | | | | | [removed: 4,561] [added: 44,201] | | | | | | [removed: 50,680] [added: 4,561] | | |
| Other income (expense), net | | | [removed: 61,749] [added: (91,502)] | | | | | | [removed: 37,863] [added: 61,749] | | | | | | [removed: (64,398)] [added: 37,863] | | |
| Income before income taxes | | | [removed: 4,005,879] [added: 2,911,321] | | | | | | [removed: 3,449,267] [added: 4,005,879] | | | | | | [removed: 3,439,558] [added: 3,449,267] | | |
| Income tax expense | | | [removed: (922,617)] [added: (692,591)] | | | | | | [removed: (846,895)] [added: (922,617)] | | | | | | [removed: (822,241)] [added: (846,895)] | | |
| | | | 2025 | | | | | | 2024 | | |
| House and land inventory | | | 12,925,413 | | | | | | 12,692,820 | | |
| | | | $ | 18,048,423 | | | | | $ | 17,363,763 | |
| | | | $ | 18,048,423 | | | | | $ | 17,363,763 | |
For the years ended December 31, 2025, 2024, and 2023
| Share issuances | | | 454 | | | | | | 4 | | | | | | 8,558 | | | | | | | | | | | | — | | | | | | 8,562 | | |
| Dividends declared | | | — | | | | | | — | | | | | | — | | | | | | | | | | | | (182,979) | | | | | | (182,979) | | |
| Share repurchases | | | (10,642) | | | | | | (106) | | | | | | — | | | | | | | | | | | | (1,199,890) | | | | | | (1,199,996) | | |
| Excise tax on share repurchases | | | — | | | | | | — | | | | | | — | | | | | | | | | | | | (11,482) | | | | | | (11,482) | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | | | | | | | 2,218,730 | | | | | | 2,218,730 | | |
| Shareholders' equity, December 31, 2025 | | | 192,725 | | | | | | $ | 1,927 | | | | | $ | 3,488,924 | | | | | | | | | | | $ | 9,494,591 | | | | | $ | 12,985,442 | |
For the years ended December 31, 2025, 2024, and 2023
| Goodwill impairment | | | 28,553 | | | | | | — | | | | | | — | | |
| Property and equipment impairments | | | 49,629 | | | | | | — | | | | | | — | | |
See [Note 4](#i87fd377df10646b58a793ac6321ae339_115).
*Goodwill and goodwill impairment*
In accordance with ASC 350, management evaluates the recoverability of goodwill by comparing the carrying value of the Company’s reporting units to their fair value.
Fair value is determined using accepted valuation methods, including the use of discounted cash flows supplemented by market-based assessments of fair value.
In conjunction with our annual impairment test in the fourth quarter of 2025, it was determined that $28.6 million of goodwill was not recoverable based on the estimated fair value of the related assets.
In 2025, we reassessed the recoverability of certain intangible assets, which resulted in impairments totaling $10.8 million.
| Goodwill impairment ([Note 1](#i87fd377df10646b58a793ac6321ae339_100)) | | | (28,553) | | | | | | — | | | | | | — | | |
| Property and equipment impairments | | | (49,629) | | | | | | — | | | | | | — | | |
*(b)Other income (expense), net includes impairments in 2025 resulting from our expected divestiture of certain manufacturing assets.
The net assets and operating results related to such manufacturing assets are immaterial.*
See [Note 8](#i87fd377df10646b58a793ac6321ae339_127).
See [Note 2](#i87fd377df10646b58a793ac6321ae339_103).
limited instances exceeding) 10 years.
See [Note 11](#i87fd377df10646b58a793ac6321ae339_136).
Since we can terminate a loan commitment if the borrower does not comply with the terms of the
| | | | $ | 4,799 | | | | | $ | 24,321 | | | | | $ | 14,735 | | | | | $ | 16,969 | |
We adopted ASU 2023-09 following the prospective method.
Accordingly, prior period disclosures have not been modified.
See [Note 8](#i87fd377df10646b58a793ac6321ae339_127).
| | | | 2025 | | | | | | 2024 | | |
| | | | $ | 12,925,413 | | | | | $ | 12,692,820 | |
| | | | $ | 1,266,900 | | | | | $ | 10,002,854 | | | | | $ | 1,058,463 | | | | | $ | 9,231,682 | |
As land impairments were not significant in 2025, 2024, or 2023, we have not disclosed certain unobservable inputs and ranges used to determine the fair value of associated communities.
Home sale revenues are composed of single-family detached homes, as well as attached homes, such as townhomes, condominiums, and duplexes.
| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
| | | | 16,923,286 | | | | | | 17,513,956 | | | | | | 15,740,823 | | |
| House and land inventory | | | 12,665,813 | | | | | | 11,795,370 | | |
| | | | $ | 17,363,763 | | | | | $ | 16,087,050 | |
| Preferred shares, $0.01 par value; 25,000,000 shares authorized, none issued | | | $ | — | | | | | $ | — | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
($000’s omitted)
| Other comprehensive income, net of tax: | | | | | | | | | | | | | | | | | |
| Change in value of derivatives | | | — | | | | | | — | | | | | | 45 | | |
| Other comprehensive income | | | — | | | | | | — | | | | | | 45 | | |
| Comprehensive income | | | $ | 3,083,262 | | | | | $ | 2,602,372 | | | | | $ | 2,617,362 | |
| Shareholders' equity, December 31, 2021 | | | 249,326 | | | | | | $ | 2,493 | | | | | $ | 3,290,791 | | | | | $ | (45) | | | | | $ | 4,196,276 | | | | | $ | 7,489,515 | |
| Share issuances | | | 676 | | | | | | 7 | | | | | | 6,024 | | | | | | — | | | | | | — | | | | | | 6,031 | | |
| Dividends declared | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (143,134) | | | | | | (143,134) | | |
| Share repurchases | | | (24,162) | | | | | | (242) | | | | | | — | | | | | | — | | | | | | (1,074,431) | | | | | | (1,074,673) | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,617,317 | | | | | | 2,617,317 | | |
| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | 45 | | | | | | — | | | | | | 45 | | |
| Business acquisition | | | — | | | | | | — | | | | | | (10,400) | | |
| Borrowings under revolving credit facility | | | — | | | | | | — | | | | | | 2,869,000 | | |
| Repayments under revolving credit facility | | | — | | | | | | — | | | | | | (2,869,000) | | |
See [Note 4](#id658d979404e4d68a097864263c5a263_112).
See [Note 7](#id658d979404e4d68a097864263c5a263_121).
estimates to complete.
See [Note 11](#id658d979404e4d68a097864263c5a263_133).
These changes
| | | | $ | 14,735 | | | | | $ | 16,969 | | | | | $ | 4,060 | | | | | $ | 27,657 | |
In 2024, we adopted ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" ("ASU 2023-07"), which requires expanded disclosure of significant segment expenses and other segment items on an annual and interim basis.
See [Note 3](#id658d979404e4d68a097864263c5a263_109).
ASU 2023-09 is effective for us for annual periods beginning after December 31, 2024.
We are currently evaluating the impact ASU 2023-09 will have on our financial statement disclosures.
| | | | $ | 12,665,813 | | | | | $ | 11,795,370 | |
| | | | $ | 1,058,463 | | | | | $ | 9,231,682 | | | | | $ | 704,209 | | | | | $ | 6,448,124 | |
Home sale revenues for detached and attached homes were $14.5 billion and $2.8 billion in 2024, $13.1 billion and $2.5 billion in 2023, and $13.2 billion and $2.3 billion in 2022, respectively.
In 2024, we adopted ASU 2023-07, which requires expanded disclosure of significant segment expenses and other segment items on an annual and interim basis.
The adoption of ASU 2023-07 impacted the presentation of the performance measures presented in the below tables.
Information for previous periods in the below tables conforms with the current year presentation.
*(f)Includes certain land-related charges (see the following table and* *[Note 2](#id658d979404e4d68a097864263c5a263_103)).
Also includes gains related to sales of individual properties of $17.5 million in Florida in 2024, $10.7 million in West in 2024, and $49.1 million.in West in 2022.*
| Northeast | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 716,530 | | | | | $ | 807,922 | | | | | $ | 689,221 | | | | | $ | 775,316 | |
| Southeast | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,006,958 | | | | | | 2,298,692 | | | | | | 1,796,815 | | | | | | 1,994,492 | | |
An excerpt. Shown here: 40 of 386 rewritten, 40 of 106 added and 40 of 68 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2025 filing and the FY2024 filing.
Item 9A. CONTROLS AND PROCEDURES
9 rewritten, 1 added, 1 removed, 28 unchanged
Management, including our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, [removed: 2024.][added: 2025.]
Based upon, and as of the date of that evaluation, our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of December 31, [removed: 2024.][added: 2025.]
In order to ensure that the Company’s internal control over financial reporting is effective, management regularly assesses such controls and did so most recently for its financial reporting as of December 31, [removed: 2024.][added: 2025.]
Based on this assessment, management asserts that the Company has maintained effective internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]
Ernst & Young LLP, the independent registered public accounting firm that audited the Company’s consolidated financial statements included in this Annual Report on Form 10-K, has issued its report on the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]
We have audited PulteGroup, Inc.’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control— Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).
In our opinion, PulteGroup, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, [removed: comprehensive income,] shareholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and our report dated February [removed: 6, 2025] [added: 4, 2026] expressed an unqualified opinion thereon.
There has been no change in our internal control over financial reporting during the quarter ended December 31, [removed: 2024] [added: 2025] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
February 4, 2026
February 6, 2025
Item 9B. OTHER INFORMATION
1 rewritten, 3 added, 1 removed, 0 unchanged
During the fourth quarter of [removed: 2024,] [added: 2025,] no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
On February 4, 2026, the Company entered into a an Amended and Restated Credit Agreement credit facility with Bank of America, N.A., as Administrative Agent, and other Lenders party thereto.
The amendment (i) extended the maturity to February 4, 2031, (ii) increased total committed capacity to $1.75 billion, and (iii) expanded the uncommitted accordion feature to $750.0 million, providing for potential capacity of up to $2.5 billion, subject to customary conditions and additional lender commitments.
The foregoing description is qualified in its entirety by reference to the Amended and Restated Credit Agreement, which is filed as Exhibit 10(t) to this Annual Report on Form 10-K and is incorporated herein by reference.
Due to the limited NOLs and other tax attributes remaining that would be affected by an “ownership change” under Section 382 of the Internal Revenue Code, the Board of Directors, at a meeting held on February 5, 2025, determined not to approve an amendment to extend the term of the Rights Plan beyond its expiration date of June 1, 2025 and determined to consider, at a future meeting of the Board of Directors, amendments to the provisions of the Company’s by-laws that prohibit certain transfers of our securities.
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
2 rewritten, 0 added, 0 removed, 5 unchanged
Information required by this Item with respect to members of our Board of Directors and with respect to our Audit Committee will be contained in the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders [removed: (“2025] [added: (“2026] Proxy Statement”), which will be filed no later than 120 days after December 31, [removed: 2024,] [added: 2025,] under the captions “Proposal 1: Election of Directors” and “Committees of the Board of Directors - Audit Committee” and in the chart disclosing Audit Committee membership and is incorporated herein by this reference.
Information required by this Item with respect to our code of ethics will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the caption “Corporate Governance - Governance Guidelines; Code of Ethical Business Conduct; Code of Ethics; Prohibition on Hedging” and is incorporated herein by this reference.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions "Compensation Discussion and Analysis", "Compensation and Management Development Committee Report", [removed: "2024] [added: "2025] Executive Compensation" and [removed: "2024] [added: "2025] Director Compensation" and is incorporated herein by this reference, provided that the Compensation and Management Development Committee Report shall not be deemed to be “filed” with this Annual Report on Form 10-K.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions “Beneficial Security Ownership” and “Equity Compensation Plan Information” and is incorporated herein by this reference.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions “Certain Relationships and Related Transactions” and “Board of Directors Information” and is incorporated herein by this reference.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
1 rewritten, 0 added, 0 removed, 1 unchanged
Information required by this Item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions “Audit and Non-Audit Fees” and “Audit Committee Preapproval Policies” and is incorporated herein by reference.
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
35 rewritten, 4 added, 10 removed, 84 unchanged
| [Consolidated Balance Sheets at December 31, [removed: 2024 and 2023](#id658d979404e4d68a097864263c5a263_79)] [added: 202](#i87fd377df10646b58a793ac6321ae339_79)[5](#i87fd377df10646b58a793ac6321ae339_79) [and 2](#i87fd377df10646b58a793ac6321ae339_79)[024](#i87fd377df10646b58a793ac6321ae339_79)] | | | [removed: [41](#id658d979404e4d68a097864263c5a263_79)] [added: [41](#i87fd377df10646b58a793ac6321ae339_79)] | | |
| [Consolidated Statements of Operations for the years ended December 31, [removed: 2024, 2023,] [added: 202](#i87fd377df10646b58a793ac6321ae339_85)[5](#i87fd377df10646b58a793ac6321ae339_85)[, 202](#i87fd377df10646b58a793ac6321ae339_85)[4](#i87fd377df10646b58a793ac6321ae339_85)[,] and [removed: 2022](#id658d979404e4d68a097864263c5a263_85)] [added: 20](#i87fd377df10646b58a793ac6321ae339_85)[23](#i87fd377df10646b58a793ac6321ae339_85)] | | | [removed: [42](#id658d979404e4d68a097864263c5a263_85)] [added: [42](#i87fd377df10646b58a793ac6321ae339_85)] | | |
| [Consolidated Statements of [removed: Comprehensive Income] [added: Shareholders' Equity] for the years ended December 31, [removed: 2024, 2023, and 2022](#id658d979404e4d68a097864263c5a263_88)] [added: 202](#i87fd377df10646b58a793ac6321ae339_91)[5](#i87fd377df10646b58a793ac6321ae339_91)[, 202](#i87fd377df10646b58a793ac6321ae339_91)[4](#i87fd377df10646b58a793ac6321ae339_91)[, and](#i87fd377df10646b58a793ac6321ae339_91) [](#i87fd377df10646b58a793ac6321ae339_91)[2023](#i87fd377df10646b58a793ac6321ae339_91)] | | | [removed: [43](#id658d979404e4d68a097864263c5a263_88)] [added: [43](#i87fd377df10646b58a793ac6321ae339_91)] | | |
| [Consolidated Statements of [removed: Shareholders' Equity] [added: Cash Flows] for the years ended December 31, [removed: 2024, 2023, and 2022](#id658d979404e4d68a097864263c5a263_91)] [added: 202](#i87fd377df10646b58a793ac6321ae339_94)[5](#i87fd377df10646b58a793ac6321ae339_94)[, 202](#i87fd377df10646b58a793ac6321ae339_94)[4](#i87fd377df10646b58a793ac6321ae339_94)[, and](#i87fd377df10646b58a793ac6321ae339_94) [202](#i87fd377df10646b58a793ac6321ae339_94)[3](#i87fd377df10646b58a793ac6321ae339_94)] | | | [removed: [44](#id658d979404e4d68a097864263c5a263_91)] [added: [44](#i87fd377df10646b58a793ac6321ae339_94)] | | |
| [Notes to Consolidated Financial [removed: Statements](#id658d979404e4d68a097864263c5a263_97)] [added: Statements](#i87fd377df10646b58a793ac6321ae339_97)] | | | [removed: [46](#id658d979404e4d68a097864263c5a263_97)] [added: [45](#i87fd377df10646b58a793ac6321ae339_97)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#id658d979404e4d68a097864263c5a263_136)] [added: Firm](#i87fd377df10646b58a793ac6321ae339_139)] (PCAOB ID: 42) | | | [removed: [68](#id658d979404e4d68a097864263c5a263_136)] [added: [68](#i87fd377df10646b58a793ac6321ae339_139)] | | |
| | | | | | | (e) | | | | | | [Amended and Restated By-laws of PulteGroup, Inc. (Incorporated by reference to Exhibit [removed: 3.2] [added: 3.1] of our Current Report on Form 8-K, filed with the SEC on May [removed: 5, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241623000021/exhibit32amendedandrestate.htm)] [added: 6, 2025)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000037/exhibit31amendedandrestate.htm)] | | |
| | | | | | | [removed: (b)] [added: (s)] | | | | | | [removed: [Amended] [added: [Third Amended] and Restated [removed: Section 382 Rights Agreement,] [added: Credit Agreement] dated as of [removed: March 18, 2010, between] [added: June 14, 2022 among] PulteGroup, [removed: Inc. and Computershare Trust Company, N.A.,] [added: Inc.,] as [removed: rights agent, which includes the Form] [added: Borrower, Bank] of [removed: Rights Certificate] [added: America, N.A.,] as [removed: Exhibit B] [added: Administrative Agent, and the other Lenders party] thereto (Incorporated by reference to Exhibit [removed: 4] [added: 10.1] of [removed: PulteGroup, Inc.’s Registration Statement] [added: our Current Report] on Form [removed: 8-A/A,] [added: 8-K,] filed with the SEC on [removed: March 23, 2010)](https://www.sec.gov/Archives/edgar/data/822416/000119312510064287/dex4.htm)] [added: June 16, 2022)](https://www.sec.gov/Archives/edgar/data/822416/000082241622000033/thirdamendedandrestatedc.htm)] | | |
| | | | | | | [removed: (h)] [added: (b)] | | | | | | [Description of the Registrant's Securities (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit4h-descriptionofreg.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit4b-descriptionofreg.htm)] | | |
| | | | | | | (e) | | | | | | [Amendment Number Two to the PulteGroup, Inc. 2013 Stock Incentive Plan dated December 3, 2020 (Incorporated by reference to Exhibit 10(k) of our Annual Report on Form 10-K for the year ended December 31, [removed: 2020](https://www.sec.gov/Archives/edgar/data/822416/000082241621000007/exhibit-amendmentnumbertwo.htm)[)](https://www.sec.gov/Archives/edgar/data/822416/000082241621000007/exhibit-amendmentnumbertwo.htm)*] [added: 2020)](https://www.sec.gov/Archives/edgar/data/822416/000082241621000007/exhibit-amendmentnumbertwo.htm)*] | | |
| | | | | | | (f) | | | | | | [Form of [removed: 2022] [added: 2023] Restricted Stock Unit Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan (Incorporated by reference to Exhibit [removed: 10(g)] [added: 10(h)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10g-2022rsuagreement.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10h-2023rsuagreement.htm)*] | | |
| | | | | | | (g) | | | | | | [Form of [removed: 2023] [added: 2024] Restricted Stock Unit Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan (Incorporated by reference to Exhibit [removed: 10(h)] [added: 10(i)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10h-2023rsuagreement.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10i-2024rsuagreement.htm)*] | | |
| | | | | | | (h) | | | | | | [Form of [removed: 2024 Restricted] [added: 202](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm)[5](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm) [Restricted] Stock Unit Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan (Incorporated by reference to Exhibit 10(i) of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10i-2024rsuagreement.htm)*] [added: 202](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm)[4](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm)[)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm)*] | | |
| | | | | | | [removed: (i)] [added: (k)] | | | | | | [Form of 2025 [removed: Restricted Stock Unit] [added: Long-term Incentive Program] Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan [removed: (Filed herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10i-2025rsuawardagr.htm)*] [added: (Incorporated by reference to Exhibit 10(](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10m-2025ltiawardagr.htm)[m](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10m-2025ltiawardagr.htm)[) of our Annual Report on Form 10-K for the year ended December 31, 2024)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10m-2025ltiawardagr.htm)*] | | |
| | | | | | | [removed: (j)] [added: (i)] | | | | | | [Form of [removed: 2022] [added: 2023] Long-term Incentive Program Award Agreement (as Amended) under PulteGroup, Inc. [removed: 2013] [added: 2022] Stock Incentive Plan (Incorporated by reference to Exhibit [removed: 10(j)] [added: 10(k)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10j-2021and2022ltia.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit-2023ltiawardagreem.htm)*] | | |
| | | | | | | [removed: (k)] [added: (j)] | | | | | | [Form of [removed: 2023] [added: 2024] Long-term Incentive Program Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan (Incorporated by reference to Exhibit [removed: 10(k)] [added: 10(l)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit-2023ltiawardagreem.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10l-2024ltiawardagr.htm)*] | | |
| | | | | | | [removed: (l)] [added: (q)] | | | | | | [removed: [Form of 2024 Long-term Incentive Program Award Agreement (as Amended) under PulteGroup,] [added: [PulteGroup,] Inc. [removed: 2022 Stock Incentive Plan] [added: Amended Retirement Policy (Effective January 31, 2024)] (Incorporated by reference to Exhibit [removed: 10(l)] [added: 10(r)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10l-2024ltiawardagr.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10r-amendedretireme.htm)*] | | |
| | | | | | | [removed: (n)] [added: (l)] | | | | | | [PulteGroup, Inc. Long Term Compensation Deferral Plan (As Amended and Restated Effective January 1, 2004) (Incorporated by reference to Exhibit 10(a) of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2006)](https://www.sec.gov/Archives/edgar/data/822416/000095012406002524/k04976exv10wxay.txt)* | | |
| | | | | | | [removed: (o)] [added: (m)] | | | | | | [PulteGroup, Inc. Deferred Compensation Plan For Non-Employee Directors, as amended and restated effective as of December 31, 2021 (Incorporated by reference to Exhibit 10(i) of our Annual Report on Form 10-K for the year ended December 31, 2021)](https://www.sec.gov/Archives/edgar/data/822416/000082241622000007/exhibit10i-deferredcompens.htm)* | | |
| | | | | | | [removed: (p)] [added: (n)] | | | | | | [PulteGroup, Inc. Executive Severance Policy (Effective February 6, 2023) (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K, filed with the SEC on February 12, 2013)](https://www.sec.gov/Archives/edgar/data/822416/000082241613000008/exhibit101executiveseveran.htm)* | | |
| | | | | | | [removed: (q)] [added: (o)] | | | | | | [PulteGroup, Inc. Amended Executive Severance Policy (Effective January 31, 2024) (Incorporated by reference to Exhibit 10(p) of our Annual Report on Form 10-K for the year ended December 31, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10p-amendedseveranc.htm)* | | |
| | | | | | | [removed: (r)] [added: (p)] | | | | | | [PulteGroup, Inc. Amended Retirement Policy (Effective May 12, 2021) (Incorporated by reference to Exhibit 10(q) of our Annual Report on Form 10-K for the year ended December 31, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit-amendedretirementp.htm)* | | |
| | | | | | | [removed: (s)] [added: (r)] | | | | | | [removed: [PulteGroup, Inc. Amended Retirement Policy] [added: [Form of Director and Officer Indemnification Agreement] (Effective January 31, 2024) (Incorporated by reference to Exhibit [removed: 10(r)] [added: 10(s)] of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10r-amendedretireme.htm)*] [added: 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10s-indemnification.htm)*] | | |
| | | | | | | [removed: (u)] [added: (t)] | | | | | | [removed: [Third] [added: [Fourth] Amended and Restated Credit Agreement dated as of [removed: June 14, 2022] [added: February 4, 2026] among PulteGroup, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, and the other Lenders party thereto [removed: (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K, filed with the SEC on June 16, 2022)](https://www.sec.gov/Archives/edgar/data/822416/000082241622000033/thirdamendedandrestatedc.htm)] [added: (Filed herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit10t-fourthamended.htm)] | | |
| | | | | | | [removed: (v)] [added: (u)] | | | | | | [removed: [Fourth Amended and Restated Master] [added: [Master] Repurchase [removed: Agreement,] [added: Agreement] dated as of [removed: July 28, 2022,] [added: August 16, 2023,] among [removed: Comerica Bank,] [added: JPMorgan Chase,] as Agent, Lead Arranger and a Buyer, the other Buyers party thereto and Pulte Mortgage LLC, as Seller [removed: (incorporated] [added: (Incorporated] by reference to Exhibit 10.1 of PulteGroup, [removed: Inc's] [added: Inc.'s] Current Report on Form 8-K, filed with the SEC on [removed: July 29, 2022)](https://www.sec.gov/Archives/edgar/data/822416/000082241622000041/fourthamendedandrestated.htm)] [added: August 17, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241623000037/masterrepurchaseagreemen.htm)] | | |
| | | | | | | (w) | | | | | | [removed: [Master] [added: [Amendment No. 3 to Master] Repurchase Agreement dated as of August [removed: 16, 2023,] [added: 13, 2025,] among JPMorgan Chase, as Agent, Lead Arranger and a Buyer, the other Buyers party thereto and Pulte Mortgage LLC, as Seller (Incorporated by reference to Exhibit 10.1 of PulteGroup, Inc.'s Current Report on Form 8-K, filed with the SEC on August [removed: 17, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241623000037/masterrepurchaseagreemen.htm)] [added: 14, 2025)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000055/exhibit101-thirdomnibusa.htm)] | | |
| | | | | | | [removed: (x)] [added: (v)] | | | | | | [Second Omnibus Amendment and Joinder to Transaction Documents to Master Repurchase Agreement dated as of August 14, 2024, among JPMorgan Chase, as Agent, Lead Arranger and a Buyer, the other Buyers party thereto and Pulte Mortgage LLC, as Seller (Incorporated by reference to Exhibit 10.1 of PulteGroup, Inc.'s Current Report on Form 8-K, filed with the SEC on August 15, 2024)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000032/a2024secondomnibusamendm.htm) | | |
| (19) | | | | | | | | | | | | [PulteGroup, Inc. Insider Trading and Confidentiality Policy (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit19-insidertradingan.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit19-insidertradingan.htm)] | | |
| (21) | | | | | | | | | | | | [Subsidiaries of the Registrant (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit21-subsidiarylistin.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit21-subsidiarylistin.htm)] | | |
| (22) | | | | | | | | | | | | [List of Guarantor Subsidiaries (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit22-listofguarantors.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit22-listofguarantors.htm)] | | |
| (23) | | | | | | | | | | | | [Consent of Independent Registered Public Accounting Firm (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit23-consent123124.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit23-consent123125.htm)] | | |
| (24) | | | | | | | | | | | | [Power of Attorney (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit24-powerofattorney1.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit24-powerofattorney1.htm)] | | |
| (31) | | | | | | (a) | | | | | | [Rule 13a-14(a) Certification by Ryan R. Marshall, President and Chief Executive Officer (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit31a-ceocertificatio.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit31a-ceocertificatio.htm)] | | |
| | | | | | | (b) | | | | | | [Rule 13a-14(a) Certification by [removed: Robert T. O'Shaughnessy,] [added: James L. Ossowski,] Executive Vice President and Chief Financial Officer (Filed [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit31b-cfocertificatio.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit31b-cfocertificatio.htm)] | | |
| (32) | | | | | | | | | | | | [Certification Pursuant to 18 United States Code § 1350 and Rule 13a-14(b) of the Securities Exchange Act of 1934 (Furnished [removed: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit32-certification123.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241626000007/exhibit32-certification123.htm)] | | |
| | | | | | |
| | | | | | | (g) | | | | | | [Certificate of Elimination of Series A Junior Participating Preferred Shares of PulteGroup, Inc., dated June 2, 2025 (Incorporated by reference to Exhibit 3.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on June 3, 2025).](https://www.sec.gov/Archives/edgar/data/822416/000082241625000043/pultegroupinc-mixdomesti.htm) | | |
Certain schedules and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K.
A copy of any omitted schedules and/or exhibits will be furnished to the Securities and Exchange Commission upon request.
| [Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 2022](#id658d979404e4d68a097864263c5a263_94) | | | [45](#id658d979404e4d68a097864263c5a263_94) | | |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | (c) | | | | | | [First Amendment to Amended and Restated Section 382 Rights Agreement, dated as of March 14, 2013, between PulteGroup, Inc. and Computershare Trust Company, N.A., as rights agent (Incorporated by reference to Exhibit 4.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on March 15, 2013)](https://www.sec.gov/Archives/edgar/data/822416/000082241613000010/exhibit41firstamendmenttoa.htm) | | |
| | | | | | | (d) | | | | | | [Second Amendment to Amended and Restated Section 382 Rights Agreement, dated as of March 10, 2016, between PulteGroup, Inc. and Computershare Trust Company, N.A., as rights agent (Incorporated by reference to Exhibit 4.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on March 10, 2016)](https://www.sec.gov/Archives/edgar/data/822416/000082241616000052/exhibit41-secondamendmentt.htm) | | |
| | | | | | | (e) | | | | | | [Third Amendment to Amended and Restated Section 382 Rights Agreement, dated as of March 7, 2019, between PulteGroup, Inc. and Computershare Trust Company, N.A., as rights agent (Incorporated by reference to Exhibit 4.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on March 7, 2019)](https://www.sec.gov/Archives/edgar/data/822416/000119312519067408/d705040dex41.htm) | | |
| | | | | | | (f) | | | | | | [Fourth Amendment to Amended and Restated Section 382 Rights Agreement, dated as of May 8, 2020, between PulteGroup, Inc. and Computershare Trust Company, N.A., as rights agent (Incorporated by reference to Exhibit 4.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on May 11, 2020)](https://www.sec.gov/Archives/edgar/data/822416/000082241620000017/a41-fourthamendmentto3.htm) | | |
| | | | | | | (g) | | | | | | [Fifth Amendment to Amended and Restated Section 382 Rights Agreement, dated as of March 10, 2022, between PulteGroup, Inc. and Computershare Trust Company, N.A., as rights agent (Incorporated by reference to Exhibit 4.1 of PulteGroup, Inc.’s Current Report on Form 8-K, filed with the SEC on March 11, 2022)](https://www.sec.gov/Archives/edgar/data/822416/000082241622000010/fifthamendmentsection382ri.htm) | | |
| | | | | | | (m) | | | | | | [Form of 2025 Long-term Incentive Program Award Agreement (as Amended) under PulteGroup, Inc. 2022 Stock Incentive Plan (Filed herewith)](https://www.sec.gov/Archives/edgar/data/822416/000082241625000007/exhibit10m-2025ltiawardagr.htm)* | | |
| | | | | | | (t) | | | | | | [Form of Director and Officer Indemnification Agreement (Effective January 31, 2024) (Incorporated by reference to Exhibit 10(s) of our Annual Report on Form 10-K for the year ended December 31, 2023)](https://www.sec.gov/Archives/edgar/data/822416/000082241624000010/exhibit10s-indemnification.htm)* | | |
Item 16. FORM 10-K SUMMARY
4 rewritten, 3 added, 5 removed, 32 unchanged
| /s/ Ryan R. Marshall | | | | | | | | | /s/ [removed: Robert T. O'Shaughnessy] [added: James L. Ossowski] | | | | | | | | | /s/ Brien P. O'Meara | | |
| Ryan R. Marshall | | | | | | | | | [removed: Robert T. O'Shaughnessy] [added: James L. Ossowski] | | | | | | | | | Brien P. O'Meara | | |
| Thomas J. Folliard | | | | | | | | | Non-Executive Chairman of Board of Directors | | | } | | | | | | /s/ [removed: Robert T. O'Shaughnessy] [added: James L. Ossowski] | | |
| Cheryl W. Grisé | | | | | | | | | Member of Board of Directors | | | } | | | | | | [removed: Robert T. O'Shaughnessy] [added: James L. Ossowski] | | |
| February 4, 2026 | | | By: | | | | | | /s/ James L. Ossowski | | |
| | | | | | | | | | James L. Ossowski | | |
| February 4, 2026 | | | | | | | | | | | | | | | | | | | | |
| February 6, 2025 | | | By: | | | | | | /s/ Robert T. O'Shaughnessy | | |
| | | | | | | | | | Robert T. O'Shaughnessy | | |
| | | | | | | | | | | | | | | | | | | | | |
| February 6, 2025 | | | | | | | | | | | | | | | | | | | | |
| J. Phillip Holloman | | | | | | | | | Member of Board of Directors | | | } | | | | | | | | |